WELLS FARGO SECURITIES, LLC MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Agreement Among Underwriters • January 14th, 2011 • Blackstone / GSO Long-Short Credit Income Fund • New York
This Master Agreement Among Underwriters (this “Master AAU”), dated as of July 6, 2009, is by and between Wells Fargo Securities, LLC (“Wells Fargo Securities,” “we” or “us”) and the party named on the signature page hereof (an “Underwriter,” as defined in Section 1.1 hereof, or “you”). From time to time we or one or more of our affiliates may invite you (and others) to participate on the terms set forth herein as an underwriter or an initial purchaser, or in a similar capacity, in connection with certain offerings of securities that are managed solely by us or with one or more other co-managers. If we invite you to participate in a specific offering and sale of securities (an “Offering”) to which this Master AAU will apply, we will send the information set forth in Section 1.1 hereof to you by one or more wires, telexes, telecopy or electronic data transmissions, or other written communications (each, a “Wire,” and collectively, an “AAU”), unless you are otherwise deemed to have accep
BLACKSTONE / GSO LONG-SHORT CREDIT INCOME FUND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST Dated as of December 15, 2010Agreement and Declaration of Trust • January 14th, 2011 • Blackstone / GSO Long-Short Credit Income Fund
AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST made as of the 15th day of December, 2010, by the Trustees hereunder, and by the holders of shares of beneficial interest issued hereunder as hereinafter provided.
FUND] Common Shares of Beneficial Interest $20.00 per Share UNDERWRITING AGREEMENTUnderwriting Agreement • January 14th, 2011 • Blackstone / GSO Long-Short Credit Income Fund • New York
[FUND], a [TYPE OF ENTITY] (the “Fund”) and [ADVISER], a [TYPE OF ENTITY] (the “Adviser”), confirm their respective agreements with Wells Fargo Securities, LLC (“Wells Fargo”) and each of the other Underwriters named in Exhibit A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Wells Fargo, [REPRESENTATIVES] are acting as representatives (in such capacity, the “Representatives”), with respect to the issue and sale by the Fund of a total of [·] common shares of beneficial interest, par value $[0.01] per share (the “Initial Securities”), and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of Initial Securities set forth in said Exhibit A hereto, and with respect to the grant by the Fund to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of [·] additional commo
WELLS FARGO SECURITIES, LLC MASTER SELECTED DEALERS AGREEMENTMaster Selected Dealers Agreement • January 14th, 2011 • Blackstone / GSO Long-Short Credit Income Fund • New York
MARKETING, ADMINISTRATION, BOOKKEEPING AND PRICING SERVICES AGREEMENTMarketing, Administration, Bookkeeping and Pricing Services Agreement • January 14th, 2011 • Blackstone / GSO Long-Short Credit Income Fund • New York
THIS AGREEMENT is made as of January , 2011, between Blackstone / GSO Long-Short Credit Income Fund (the “Fund”), a Delaware statutory trust, and ALPS Fund Services, Inc., a Colorado corporation (“ALPS”).
SERVICE AGREEMENT FOR TRANSFER AGENT SERVICES TO [COMPANY]Service Agreement • January 14th, 2011 • Blackstone / GSO Long-Short Credit Income Fund • New York
THIS SERVICE AGREEMENT FOR TRANSFER AGENT SERVICES (this “Agreement”) between , a corporation (“Client”) and The Bank of New York Mellon (operating with the service name BNY Mellon Shareowner Services), a New York state chartered bank (“Agent”), is dated as of .
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • January 14th, 2011 • Blackstone / GSO Long-Short Credit Income Fund • New York
STRUCTURING FEE AGREEMENT (the “Agreement”), dated as of [·], 2011, between Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and GSO / Blackstone Debt Funds Management LLC (the “Adviser”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • January 14th, 2011 • Blackstone / GSO Long-Short Credit Income Fund • New York
This agreement is between GSO / Blackstone Debt Funds Management LLC (including any successor or assign by merger or otherwise, the “Company”) and UBS Securities LLC (“UBS”) with respect to the Blackstone / GSO Long-Short Credit Income Fund (the “Fund”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • January 14th, 2011 • Blackstone / GSO Long-Short Credit Income Fund • New York
Reference is made to the Underwriting Agreement dated [·], 2011 (the “Underwriting Agreement”), by and among Blackstone / GSO Long-Short Credit Income Fund (the “Fund”), GSO / Blackstone Debt Funds Management LLC (the “Adviser”) and each of the Underwriters named therein, severally, with respect to the issue and sale of the Fund’s Common Shares (the “Offering”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
SUBSCRIPTION AGREEMENTSubscription Agreement • January 14th, 2011 • Blackstone / GSO Long-Short Credit Income Fund
Subscription Agreement, dated as of December 17, 2010, between Blackstone / GSO Long-Short Credit Income Fund, a Delaware statutory trust (the “Fund”) and GSO / Blackstone Debt Funds Management LLC (the “Purchaser”).
DISTRIBUTION ASSISTANCE AGREEMENTDistribution Assistance Agreement • January 14th, 2011 • Blackstone / GSO Long-Short Credit Income Fund • New York
This Distribution Assistance Agreement, dated as of January , 2011, is entered into by and among, GSO / Blackstone Debt Funds Management LLC (“GSO”), a Delaware limited liability company, Blackstone / GSO Long-Short Credit Income Fund (the “Fund”), a Delaware statutory trust, and ALPS Distributors, Inc., a corporation organized under the laws of the state of Colorado (“ALPS”).
SPECIAL CUSTODY ACCOUNT AGREEMENT (Domestic Standard)Special Custody Account Agreement • January 14th, 2011 • Blackstone / GSO Long-Short Credit Income Fund • New York
AGREEMENT (this “Agreement”), dated as of , 20 , by and among JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, in its capacity as Custodian hereunder (“Custodian”), (“Customer”) and J.P. MORGAN CLEARING CORP. (“Broker”).
